CRESCO CAPITAL PARTNERS II, LLC ANNOUNCES FILING OF EARLY WARNING REPORT REGARDING HARBORSIDE INC.

Rhea-AI Summary

Cresco has filed an early warning report under National Instrument 62-103, revealing that its ownership in Harborside Inc. has dropped to below 10% due to the issuance of 90,752,139 subordinate voting shares following the Acquisition of Loudpack on April 4, 2022. Before the acquisition, Cresco and its affiliates held approximately 4.8% of Harborside's shares on a non-diluted basis. Post-acquisition, their ownership is approximately 3.0% non-diluted. Cresco has no immediate plans regarding Harborside's securities, but may consider future acquisitions based on various factors.

Positive

• Cresco's filing indicates compliance with regulatory requirements, reflecting transparency.
• The acquisition of Loudpack may enhance Harborside's market position.

Negative

• Cresco's ownership has decreased to below 10%, potentially reducing influence over Harborside.
• The share dilution from the acquisition could impact existing shareholders' equity.

DALLAS, Texas, April 5, 2022 /PRNewswire/ - Capital Partners II, LLC ("Cresco") today announced that he has filed an early warning report under National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues for the purpose of reporting that the collective ownership of the subordinate voting shares (the "Shares") of Harborside Inc. ("Harborside") held by Cresco, CCP Flrish Inc. ("CCPF"), Cresco Capital Partners, LLC ("CCP"), Matthew Hawkins ("Hawkins") and Andrew Sturner ("Sturner" and together with CCPF, CCP and Hawkins, each a "joint actor" (as such term is defined in National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues) of Cresco, and together with Cresco, the "Cresco Parties") decreased to less than 10% as a result of the issuance of 90,752,139 Shares by Harborside in connection with the acquisition (the "Acquisition") all of the issued and outstanding shares of LPF JV Corporation ("Loudpack") and the completion of the mandatory conversion of all issued outstanding multiple voting shares of Harborside to Shares on March 31, 2022 (the "Mandatory Conversion").

On April 4, 2022, Harborside completed the Acquisition and issued 90,752,139 Shares. As a result of the Acquisition, the Cresco Parties' ownership in Harborside decreased to less than 10%.

Immediately prior to the completion of the Acquisition, assuming that Cresco is only entitled to 2,057,025 Shares pursuant to the acquisition of Sublimation Inc. ("Sublime") by Harborside (i) Cresco beneficially owns, and exercises control or direction over (A) 6,304,638 Shares and (B) warrants exercisable to acquire an aggregate of 3,550,000 Shares, representing approximately 4.4% of the issued and outstanding Shares on a non-diluted basis and approximately 6.7% of issued and outstanding Shares on a partially-diluted basis, assuming the exercise of the warrants held by Cresco; (ii) CCPF beneficially owns, and exercises control or direction over 385,542 Shares, representing approximately 0.3% of the issued and outstanding Shares on a non-diluted basis; (iii) CCP beneficially owns, and exercises control or direction over 96,385 Shares, representing approximately 0.1% of the issued and outstanding Shares on a non-diluted basis; (iv) Hawkins beneficially owns, and exercises control or direction over options exercisable into an aggregate of 333,350 Shares, representing approximately 0.2% of issued and outstanding Shares on a partially-diluted basis, assuming the exercise of the options held by Hawkins; and (v) Sturner beneficially owns, and exercises control or direction over (A) 125,100 Shares; and (B) options exercisable into an aggregate of 130,000 Shares, representing approximately 0.1% of the issued and outstanding Shares on a non-diluted basis and approximately 0.2% of issued and outstanding Shares on a partially-diluted basis, assuming the exercise of the options held by Sturner.

Collectively, assuming that Cresco is only entitled to 2,057,025 Shares pursuant to the acquisition of Sublime by Harborside, immediately prior to the completion of the Acquisition, the Cresco Parties own or exercise control or direction over an aggregate of (i) 6,911,665 Shares; (ii) warrants exercisable to acquire an aggregate of 3,550,000 Shares; and (iii) options exercisable into an aggregate of 463,350 Shares, representing approximately 4.8% of the issued and outstanding Shares on a non-diluted basis and approximately 7.4% of issued and outstanding Shares on a partially-diluted basis, assuming the exercise of the warrants and options held by the Cresco Parties.

Following the completion of the Mandatory Conversion and the Acquisition, assuming that Cresco is only entitled to 2,057,025 Shares pursuant to the acquisition of Sublime by Harborside, the Cresco Parties continued to own or exercise control or direction over an aggregate of (i) 6,911,665 Shares; (ii) warrants exercisable to acquire an aggregate of 3,550,000 Shares; and (iii) options exercisable into an aggregate of 463,350 Shares, representing approximately 3.0% of the issued and outstanding Shares on a non-diluted basis and approximately 4.6% of issued and outstanding Shares on a partially-diluted basis, assuming the exercise of the warrants and options held by the Cresco Parties.

While Cresco currently has no immediate plans or intentions with respect to the securities of Harborside, depending on regulatory changes, market conditions, general economic and industry conditions, trading prices, Harborside's business, financial conditions and prospects and/or other relevant factors, Cresco may develop such plans or intentions in the future and, at such time, may from time to time acquire additional securities of Harborside.

A copy of the early warning report filed by Creso with respect to the Shares will be available under Harborside's profile on SEDAR at www.sedar.com or by contacting Creso at (254) 266-6322. Harborside's head office is located at 2100 Embarcadero, Suite 202, Oakland, California, 94606. Cresco's head office is located at 2801 Woodside Street, Dallas, Texas, 75204.

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SOURCE Cresco

FAQ

What happened to Cresco's ownership in Harborside on April 4, 2022?

Cresco's ownership in Harborside decreased to below 10% following the issuance of 90,752,139 shares due to the acquisition of Loudpack.

What percentage of shares does Cresco hold in Harborside after the acquisition?

Cresco holds approximately 3.0% of Harborside's shares on a non-diluted basis after the acquisition.

Why did Cresco's ownership in Harborside drop below 10%?

The drop below 10% was a result of Harborside issuing a significant number of shares during the acquisition of Loudpack.

Is Cresco planning to acquire more shares of Harborside in the future?

Cresco has no immediate plans to acquire more shares but may consider it depending on market conditions and other relevant factors.

What is the significance of the early warning report filed by Cresco?

The early warning report demonstrates Cresco's compliance with regulatory disclosure requirements regarding significant shareholdings.